Through the Fire
by Black Demeter
Summary: Alyssa was enjoying her vacation. That is, until a green monster started ramping through the city while fighting none other than Iron Man. The monster is defeated, but Alyssa is brought to the attention of the Avengers. Steve Rogers on the other hand, is still ailing over his first love, Peggy Carter, but this new woman intriguing to him. Will sparks fly between the two?
1. Chapter 1

So I published this first on A03, where I am allowed to have a longer summary, so here is the actual full summary:

_Alyssa thought she would have a peaceful vacation in Johannesburg. And she did, that is, until a green monster started rampaging through the city while fighting none other than Iron Man. The monster is defeated, but only because Alyssa decided to lend a helping hand, thus bringing her to the attention of the Avengers. Steve Rogers on the other hand, is still ailling over his first love, Peggy Carter, but this new woman is intriguing to him and under his watchful gaze, she become invaluable to the Avengers. Will sparks fly between the two? And how will this affect the Avengers and the world?_

* * *

Prologue

Alyssa stepped out onto the streets, sliding her sunglasses down over her face to block the sun from her eyes. Johannesburg was quite the city and she was glad that she had decided to visit. It had always been a dream of hers to explore the world and to see the various cultures and people that inhabited it. Which was why every summer she took a vacation and picked a place in the world she had never been to. It had been her thing for the past two years, and this summer she had flown to Johannesburg. The day after tomorrow, she would leave for Nairobi and then Cairo.

She felt her stomach growl a bit and knew that it was time for a lunch. But where to? She pulled out a travel brochure and found the section where it recommended various restaurants and shops to eat at. There were so many options, she didn't think she could possibly choose. Maybe something more familiar, and then later at dinner, she could try something new? No, she might as well start now, and she could pick a random place for fun.

Her thoughts were interrupted as a loud roar thundered across the city. People were running and shouting, and Alyssa turned west, which seemed to be where the chaos was coming from. She could sense the danger, but what was happening? Her instincts told her to run, but she took shelter behind a parked car on the street and soon enough, she got her answer as a giant green creature came into view. It looked to be a little over eight feet with oversized muscles and short dark hair. He slammed his huge fists into the ground before hurling a car into the air. Before he could attack again, he was struck and sent flying by what appeared to be Iron Man?

She frowned. Who didn't know the arrogant, self-obsessed, billionaire that was Tony Stark? A man so intelligent that he built a suit that could defend, fly, and shoot with a various range of weapons? And here he was half-way around the world in South Africa of all places. His suit was much bigger though, which she supposed he needed considering the size of the green monster he was fighting.

The sounds of sirens echoed around her and more people ran and stumbled past her, screaming in utter terror. She was going to leave, but against her better judgement, decided to take a closer look at the situation. _Alright Alyssa, _she thought trying to keep herself calm. _Don't do anything stupid or dangerous._ The green monster hurled a car in the air like it was a softball, but the Iron Man dodged it. As she got closer, she could see hints of red around the creature's eyes and frowned. Something was troubling him, she could sense it. It only got angrier and angrier, despite the attempts of the Iron Man to calm him down. The Hulk hurled Iron Man through the air into a building and turned back to his rampage.

In that moment, she made a decision and decided to concentrate. She focused on the monster, making sure that it would only affect him. As she desired, her illusion came into being. It was a peaceful place with fresh green grass and a variety of flowers in various shades with trees and birds and the bright yellow shine of the sun. The monster reeled back in confusion at what it was seeing. It whirled around in the opposite direction, but still he only saw the peaceful field that Alyssa wanted him to see. He was distracted and that was all the opening she needed.

With all of her might and concentration, Alyssa shot her fist forward, a great bright blue beam erupting from it. It streaked through the air in a round bolt and struck the green monster as intended. She threw another one, careful to duck back down again, hoping no one would catch her against all hope. Concentrating once again, she searched for his mind and easily found it, that great big, vibrating pulse of chaos. She could already detect the corruption, but she had no interest in healing the creature's frazzled mind. She intended quite the opposite. With every effort, she scrambled it, with the intent of causing such a disarray that he could no longer function. The monster clutched its head and roared, and Alyssa carefully stepped out from behind the car, pulling up the hoodie of her jacket over her head and approached. She felt the power surge in her hands and was about to aim when Iron Man shot down and hurled a great big fist in the monster's head sending him sprawling to the ground with a great boom. It didn't get back up.

The Iron Man turned, and Alyssa held up her burning bright blue hand in warning.

"Who the hell are you?" She heard his voice from the suit and shook her head. She could hear the approaching sirens and knew it was time to go.

Alyssa ignored him and turned on her heel and walked away, quickly picking up her pace. She wanted to get away from the scene as fast as possible. What the hell was she thinking anyways? Interfering like that? Suddenly, she felt very light headed and her body felt weak. She kept walking, but the world started spinning and she felt her legs crumple, and everything went black.

….

The rest of the Avengers had assembled onto the Quinjet where Tony, and Bruce awaited along with a mysterious, unconscious, woman who was strapped against the seat across from Banner.

"Tony, what the hell is going on?" Steve demanded, looking at the young woman Tony had brought aboard. She looked to be in her early twenties with warm brown skin that reminded him of clay, dark brown almost black hair that fell into tight curling springs that framed her face. She had dark brows, full, plump limps, and long lashes. Even though she was sitting down, he could tell she was about a few inches above average height and slender. He had to admit, she was very beautiful, and he had seen plenty of beautiful women in his day and in the present.

"I'll explain Cap, but right now, we need to get the hell out of here right now," Tony said, pointedly as Clint took his seat and began to power up the Quinjet. It took off and everyone got situated. Banner was wrapped in a blanket, breathing heavily, opposite the mysterious woman.

"Well?" Steve prompted impatiently, and Tony sighed.

"That witch screwed with Banner's mind and set him loose on Johannesburg," he said, before he turned and motioned to the woman they were discussing "Even though I dealt the final blow, no offense big guy," he said apologetically to Bruce who grimaced but nodded his understanding. "She took him down, her hands were glowing blue and she could emit some form of energy from them, and she did something else." Steve's narrowed his eyes. Something else?

"The other guy," Bruce said heavily. "He saw something strange, something that wasn't supposed to be there."

"What was it?" Natasha asked, and Steve could hear the concern in her voice. The two of them had nursed soft spots for one another for quite some time.

"It was like a field of some sort," he said with a sigh. "A quiet field with flowers and sunshine."

"How do you know this wasn't a part of the witch's deception?" Thor asked, and Steve found himself agreeing with his line of questioning. It could have been a trick designed to make the Hulk even more erratic in the moment.

"I doubt it, it calmed the other guy down a bit, though he was confused as well," Banner said wearily.

"Another sorceress?" Thor mused, raising a golden eyebrow. "And you defeated her in your suit of iron, Stark?"

Tony snorted. "More like she walked away and then collapsed, probably a result of using whatever powers she has on someone like the Hulk."

Clint turned on the communication monitor and Maria Hill's face appeared on the screen.

"The news is loving you guys," she said wryly. "Nobody else is. There's been no official call for Banner's arrest, but it's in the air."

"We need to lay low for a while," Steve said stoically. "Stay out of the public eye, until the emotions die down." It would give them the needed time to recuperate and to come up with a plan.

"I have a place in mind," Clint said, as he punched a number of buttons.

"And what are we going to do with Stark's guest?" Natasha asked quietly as she took a seat next to Banner.

"I think she can prove useful," Tony answered, glancing at the young woman. "And if she can mess with Banner's mind like that, well then who knows what else she is capable of?"

"And besides, I couldn't just let her run amok after I saw what she was able to do," he continued with a casual shrug. "Didn't know whether she was friendly or not."

"And most likely she won't be friendly with the way you handled the situation," Steve said coldly. Leave it Tony to be so reckless and callous to the consequences.

"I don't about everyone else, but let's try and avoid a battle while we're thousands of feet in the air," Clint said, and Tony smirked.

"I'm sure between me, the Cap, Romanoff, and Lightning Rod over here, she won't stand a chance."

"Well, looks like your about to find out," Banner pointed, and everyone turned to the woman who began to stir in her seat. Steve removed his shield from his back, ready to deflect if somehow, she was able to break free and attack. Thor held up his hammer and Natasha rose, sinking into a fighting stance. The woman stirred some more and suddenly, and deep brown eyes shot open.


	2. Chapter 2

Alyssa's eyes flew open and everything slowly came into focus. She shook her head to try and clear out the remaining fog in her vision. She felt a shudder ripple through her body involuntarily. It was cold. She made to move forward when she saw that she was strapped to a chair. Her heart began to race, and her stomach flipped. What had happened? She looked up and really looked and saw that she was surrounded by several people. She knew Tony Stark's face, so she focused on him.

"Easy there blue beam," Tony Stark said cautiously, as he approached her. "We don't mean you any harm and since we're on a plane, we would prefer to avoid a fight."

Alyssa tilted her head to the side and she felt a tiny surge of her power. She was still weak, but that didn't mean she was entirely helpless. A sharp pain hit her behind her eye and a wave of nausea crashed over her as well. It did nothing for her already bad temper.

"Get these straps off of me, right now," she snarled. Why was she so sick?

"No can do blue beam," Tony Stark said, said glancing around before looking back at her. "Your eyes are glowing blue."

"I'm aware that they do that!" Annoyance mixed in with her rage. Did he think to explain her own damn powers to her? The ones she had since she was a child?

"Then maybe you can understand the precaution here," he said pointedly, and Alyssa decided to look around. To his right was an incredibly beautiful woman who was about 5'5 with perfect porcelain skin, blue eyes, and slightly wavy crimson hair that reached just below her chin. She was dressed in black from head to toe, with what seemed to be some sort of utility belt and thigh holsters that contained guns. Her face was cold, and her eyes seemed to suggest she was sizing Alyssa up.

On the other side of her was a man, a great man that looked to be about six four with a thick and muscular build. He had long golden hair and piercing blue eyes. He was dressed strangely. Like someone from some sort of renaissance fair but a more modern twist to it, with a great red cloak drooping from his shoulders. In his hand, rested a big grey hammer.

Alyssa pursed her lips and glanced in the opposite direction. Oh, how could she have missed Captain America? Who didn't know him and the stories? But up close there was no comparison. The man looked like a god with his perfect physique and features. He looked to be about 6'2 with those broad shoulders, deep barreled chest, and those long-muscled legs. And his face, was something else, like something out of the renaissance era with those chiseled, fine features, those stormy blue eyes, and that short golden hair. He was wearing a dark blue, white and red suit and he had his shield on his arm.

And then there was a man, a man who looked to be in his early forties with greying dark hair, who was in a seat, wrapped in a great blanket, clearly exhausted and bothered by something. There was something familiar about him, but she had not seen his face. _Never mind that, Alyssa,_ she thought to herself before turning her focus back to Tony Stark.

He stared at her for several moments before walking forward and undoing the straps that held her against her will. He stepped back, and Alyssa sprang to her feet though she felt a wave of dizziness come over her and she grabbed the arm of her chair for support.

"Take it easy there blue beam, I imagine whatever you did to the Hulk took a lot out of you, considering he isn't the average man," Tony Stark cautioned, and Alyssa fell back into the seat with a wince.

"What do you want?" She asked warily.

"Apparently, my teammate here brought you aboard because he didn't know if you were a threat or not and he wants your help," Captain America explained, shooting a dark glare at Stark.

It was all Alyssa could do to not throw up violently right then and there. "Take me back to South Africa, I have to get my things, I'm not even from there, I'm from New York," she said weakly, and then everything began to swirl again before it went black.

When she came to, she was lying on top of a bed with a cold cloth placed on her head. She shot up with a gasp and started coughing slightly. Where in the hell was she?

"Oh, your awake, I guess I need to get the others." A woman stood in the doorway with a basket filled with laundry. She looked to be in her late thirties/early forties with shimmering dark brown hair that fell below her shoulders, and a nice, pleasant, face. And she was pregnant. Very pregnant.

"Who are you?"

"I'm Laura, Clint's wife. And you are in our home now," the woman said simply. "You apparently passed out again on the jet and you have been unconscious for little more than a day." Alyssa covered her hands over her mouth in horror. She had been out that long? And this was her second time fainting. What was going on?

"Your name is Alyssa, right?" The woman asked. "Mr. Stark arranged for your things to be brought here."

"How did he know-?"

"In their line of work, they tend to have access to quite a bit of information and technology," Laura said with a wry smile on her face.

"The door over there to your right is where the bathroom is. Why don't you wash up and then come downstairs in the big dining room? You can't miss it and Lunch is almost ready."

Alyssa stared at her for several moments before nodding slowly. Laura gave her a small smile before walking away. She looked down and saw her suitcase on the side of the bed and picked it up. She opened it and sure enough, her things were as she left them along with her id., wallet, and other necessities. She had to admit it was impressive. She grabbed a soft pink sleeveless blouse, a pair of black oxford shorts and a bra and decided to use the shower. Once she stepped out and dried off, she grabbed a bottle of lotion and rubbed it on. She hated being ashy. She put on her clothes and grabbed her phone which was dead.

Alyssa bit back a huff of annoyance. She was sure her parents had called and her friends as well. She yanked the charger out of her suitcase and connected her phone to it before plugging it into the wall. She slid off the bed and decided to make her way to the living room. She stepped out into the hallway and looked around a bit before walking to the end where there was a set of stairs; she heard voices and walked down to the first floor. Alyssa hesitated before following them to a large and open room which fell silent as she appeared. This annoyed her. They brought her to whatever the hell this place was and now they wanted to act awkward?

Laura smiled warmly at her and nudged the man next to her, whom Alyssa didn't recognize. He looked to be in his early forties and seemed to be in great shape. He had short brown hair and nice blue eyes. "This is my husband, Clint."

Alyssa nodded, but she didn't smile as she looked around to the several faces that occupied the room. "Why am I here? And I don't mean the part where I wasn't feeling well, I mean what do you want?" She asked harshly.

"Bruce, step forward please," Stark said pleasantly, waving his hand as the man who spent his time on the quinjet wrapped up in a blanket, stepped forward.

"Do you recognize him?"

"I saw him on the plane," she said shortly.

"So, you can't read brain signatures?" Stark mused. "Interesting."

He could think as he liked. Alyssa wasn't in the habit of giving all her personal details to strangers who had taken her against her will to heaven knows where.

Her curiosity was piqued though, and she turned towards the man Stark had called Bruce. He looked weary, and she reached out with her power, trying to see if there was anything familiar about his brain. She pulled back with a frown. No, there wasn't anything familiar. But his mind had recently been disturbed. That much she knew.

"He was the big green guy that you took down in Johannesburg," Tony Stark explained, and Alyssa's eyes widened in shock. She looked at the man again, who stared at her impassively. He was that monster? Screwing his brain up in that manner had taken so much from her. Alyssa didn't like to do such a thing, but the circumstances had demanded it.

"What was wrong with you?" She questioned aloud. "Outside of the obvious, something else was clearly going on."

"See, Cap?" Stark said, turning his head towards Captain America, "I told you she was useful."

"Check this out blue beam, a witch named Wanda Maximoff messed with everybody's minds, but she made Banner go berserk in Johannesburg," Tony informed her.

"I could choke the life out of her without turning a shade at all," Banner said quietly, and Alyssa felt a pang of sympathy for him.

"We are going to stop her Banner," Captain America spoke firmly. "Her, her brother, and Ultron are going down."

Alyssa stepped forward towards Bruce and gently held up her hand. "I can heal minds," she explained. "May I?"

Banner looked at her, a hint of wariness in his eyes before nodding his assent and she placed a hand on his forehead. Alyssa took a deep breath and began to work her magic. She let it seep through Banner's mind, banishing any fragments left from not only what she had done but what the witch before her had done as well. After a few seconds, she stepped back, and Banner looked at her in awe.

"Thank you," he whispered as the red headed woman walked up next to him. "Bruce?" She questioned, and Alyssa could hear the concern in her voice.

"It's gone, she undid the damage," Bruce said, looking at her and a spark was in his eyes.

"I wanted to stop you," Alyssa admitted. "But if you were under someone else's influence, then I am happy to help." She turned back to Stark, who had a pleased grin on his face.

"Shall we make the introductions?"

"Like you already don't know my name it you were able to get my things?"

"You don't know us, though," Stark pointed out and Alyssa cocked her head at him.

"I know the Merchant of Death when I see him," she said dismissively, before glancing at Captain America. "And who doesn't know Captain America?"

"Merchant of Death?" Stark was flustered, and Bruce smiled a bit. "She's got you there Tony. I'm Bruce Banner and this is Natasha Romanoff."

Alyssa nodded as she took in the additional names. "Who was the big blonde guy dressed bizarrely?" Clint and Tony Stark snickered, and Laura shot them a glare.

"Thor, son of Odin," Captain America answered, and Alyssa raised her brows. Odin? As in the Norse god? Never mind, she wasn't going to worry about that at the moment.

"Well, I'm Alyssa Brown, as if you all don't already know that."

"Before you all get into business," Laura cut in smoothly. "How about lunch? I'm sure our guest must be starving," she emphasized, and Alyssa smiled at her. They sat down to a table filled a tray of cold Italian pinwheel sandwiches, two bowels of cold pasta salad, and a great pitcher of what seemed to be strawberry lemonade. Alyssa made sure to appear like she had been raised with manners (which she had been) but in the end she ended up eating two plates in total, something which embarrassed her. _It had to have been because I scrambled Banner's brain when he was in that other form of his. I had never messed with a brain of that size, that could be the only explanation that I can think of at the moment_

"How long am I to stay here?" Alyssa asked as she leant back in her chair. It was weird how casual she was in this wild situation, but she couldn't work up the energy to worry about that. She just wanted to go home.

"Well, blue beam," Tony began, and Alyssa cut him off.

"Alyssa." Her tone left no room for argument.

"Well, _Alyssa_, we are the Avengers, a group of rag tag heroes dedicated to saving the world." He motioned to the entire table. "We need your help. You're not a prisoner here and you are free to refuse if you'd like, but I think the powers you have shown so far can be a helpful counterbalance to Wanda Maximoff's evil," he finished, and Alyssa stared at him with an arched eyebrow. Saving the world?

She was silent for several moments. She had to get back to New York and get on with her life. She had family, friends, and a job to return to. And did they really need her help?

"I'll make it worth your while Alyssa," Stark said, and for once he looked serious and she could see a bit of fear and concern in his face. "I'll donate to a charity of your choice too, if you like."

Oh really? She had no problems holding him to that, but still she had to weigh the consequences if she tried to help save the world. That was a matter of life and death and while Alyssa had her powers, she still wasn't up to her full strength and she didn't have the experience of the rest of the Avengers. But what if they really needed her help and they failed? Alyssa let out a long sigh before looking at Stark. She couldn't believe she was doing this, and especially under the current circumstances, but the same feeling that had made her intervene in Johannesburg was back.

"Alright," she said, albeit there was still a bit of reluctance in her voice. "Let's make this quick though, because I have a life to get back to."

"Welcome aboard then," Stark grinned. "We were just about to plan our attack in Seoul."

"Your way ahead of things Tony," Rogers said, before turning to Alyssa. "If you're going to help, Ms. Brown, then we need to be able to trust one another."

"What can you do?" Natasha Romanoff asked. Well, these were the Avengers, and despite the rough start, she didn't think they would go spilling her business. Besides, if they did, she could always tell what she had seen and heard to the media.

She held her hand up and it lit up in a ball of blue energy. "So far, I can throw them at objects or people and as Mr. Banner is aware, I can mentally scramble your mind to where you can't do anything." She let her hand fall and the blue light disappeared. "Of course, it's temporary and it will wear off, but if I decided to, I can heal your mind, though this has more to do with like what happened in Johannesburg and not for instance, a man who had half his brain blown off type of situation."

"And what did you show the other guy?" Banner asked.

"I can create illusions of the mind. They aren't real physically, but to your eyes they will appear otherwise."

"Anything else?"

"Mental shield." She shrugged slightly. "One that is very difficult to move, and I've been trying for years and I can get a feel of people's brains so to speak as Stark said earlier."

"Alright," Captain America said, before addressing the entire room. "We need a plan to take down Ultron and the Maximoff twins."

"And who is Ultron?" Alyssa interrupted. If that wasn't one of the most ridiculous names she had ever heard.

"Homicidal robot bent on destruction basically," Tony explained, and Alyssa nodded.

"Like some terminator shit or something?"

"Careful there," Natasha admonished, "Steve doesn't like that kind of talk."

"You know what Romanoff?" Rogers shot her a look, but Alyssa could tell he wasn't actually angry. Steve? It was weird to hear his actual name and not the title of Captain America.

"Why don't you start with what you know?" Came a voice and everyone turned to see black man with a shaved head and dark brown skin enter the room. He was dressed casually, except for the eyepatch that covered his left eye. She could see the slashes in his skin above and below the eyepatch and wondered what had happened to him.

"Nice entrance eyepatch," Tony Stark said, as he stepped into the middle of the room. Alyssa eyed him curiously. Who was he and where had he come from?

"Ultron took you folks out of play to buy himself time," the man continued without sparing Stark a glance. "My contacts all say he is building something."

"Building what though, exactly?" Clint asked, crossing his arms across his chest.

"He made off with a lot of vibranium, so I don't think it's one thing," The mysterious man answered.

"What about Ultron himself?" Steve Rogers asked, leaning against the doorframe.

"Oh, he's easy to track alright. He's everywhere and multiplying faster than a Catholic rabbit," the stranger continued walking towards the table. "Still doesn't give us an angle on what he's up to."

"How is a robot walking around though?" Alyssa interrupted. "Doesn't he have some sort of control switch or some program that he runs on that can be shut down?"

"That's a long story," Clint answered her. "To make it quick, he's self-aware."

The man stared at Alyssa long and hard. "This is the one you found?" He asked, turning to Stark slightly. Alyssa scowled. So, he knew who she was, and he didn't have the courtesy of introducing himself?

"Yes, but who are you?" She asked pointedly, not backing down from the hard stare he gave her.

"Nick Fury," he said shortly, before addressing the entire group once more.

"Still going after launch codes?" Stark asked, picking up a dart and hurling it a dartboard nailed against the wall.

"Yes, he is," Nick Fury poured himself a glass of strawberry lemonade. "He's not making any headway though."

"I cracked the pentagon's firewall on a dare in high school," Stark said, throwing another dart at the board. Alyssa barely refrained from rolling her eyes. She was sure if it had been anyone else, they would have gone to prison.

"I contacted our friends at NEXUS about that," Nick Fury said before taking a sip from his glass.

"NEXUS?' Steve Rogers spoke up, clearly curious. Alyssa shared his curiosity as well.

"It's the world internet hub in Oslo," Banner answered. "Every byte of data travels through there; fastest access on earth."

"So, what they say?" Clint Barton asked, picking up a dart and hurling it at the board with deadly accuracy. Stark gave him a look and Barton shrugged, though there was a hint of arrogance on his face.

"He's fixated on the missiles, but the codes are constantly being changed," Fury said.

"So, we have an ally?" Natasha Romanoff asked.

"Ultron has an enemy, there's a difference."

"You know I think I speak for everyone when I say, I was kind of hoping you'd have more than that," Romanoff said dryly.

"I have you," Fury said, raising his glass to them. "The Avengers are what's standing between Ultron and his mission: global destruction."

"Why?" Alyssa asked. "What pissed him off?"

"We're still not entirely sure on that front," Stark said a bit hurriedly.

"Well, what does he want?" Nick Fury asked.

"To become better," Rogers answered. "Better than us. He keeps building bodies."

"Cursing bodies," Stark said. "The human form is inefficient, biologically speaking we're outmoded. But he keeps coming back to it."

"You two programmed him to protect the human race and you amazingly failed." Romanoff remarked. So, there it was. Stark had been involved with the creation of whoever this Ultron was. And Banner as well it seemed. They had better hope that this robot can be stopped.

"They don't need to be protected," Banner said ominously, "They need to evolve."

"How?" Nick Fury asked.

"Has anyone been in contact with Helen Cho?"

And that was how Alyssa found herself strapped in a seat on board a Quinjet high up in the air above Seoul. She was wearing a slim black suit that felt like a wetsuit with black boots and a communicator was in her ear. Her stomach was also turning flip flops, though whether it was from Barton's flying or the fact that she was about to go into battle against a robot in a large metropolitan city, she couldn't tell.

"There's a truck from the lab, right above you Cap," Clint spoke. "On the loop by the bridge. It's them. Three with the cradle and one with the cab." He flipped a couple of switches. "I could take out that driver."

"Negative," Rogers countermanded. "That crash is the gem, it could level the city."

Alyssa felt her heart skip at his words. The stakes were so high, and a mistake would be a catastrophic. She uttered a silent prayer to herself.

"We need to draw out Ultron," Captain America ordered, and Alyssa decided to go over the information she was given in prep for the battle.

"What are we going to do now?" Alyssa asked Barton.

"Waiting for an opening," Barton said when Rogers spoke again on the com.

"Looks like he's unhappy, I'm going to try and keep him that way."

Alyssa could see Captain America dangling off the back of the truck, which had its doors blown open.

"You're no match for him Cap," Barton warned.

"Thanks Barton," Rogers replied sarcastically as Clint flew underneath a building overpass. Alyssa wished the circumstances had been better, because otherwise Seoul looked like a fascinating city to visit and explore.

"Alright we got a window, Natasha," Clint said as he pressed another button and Alyssa heard the sounds of something opening. "Give them hell." Natasha zoomed in front of the ship on a motorcycle, weaving in and out of traffic with an expert and ease that Alyssa envied.

"What do we do now?" She asked.

"We're headed under the overpass which means I have no shot," Clint explained

"Which way?" Romanoff asked.

"Hard right." Barton looked down to the right of him where a navigation system stood. "Now."

It was some time before Romanoff spoke again. "Clint can you draw off the guards?"

"Let's find out." Clint swooped the jet in low where they could see Rogers and what appeared to be a huge robot fighting. Barton opened fire on the robot who held up his arms out of obvious reflex.

"He's sentient right?" She asked.

"Sure, as hell seems like it," Barton answered before his eyes widened at the implication. "Go for it."

Alyssa took a deep breath and concentrated. This was new for her. Messing with the mind of a sentient robot and at quite a distance from inside a quinjet. She reached out after some hesitation, hoping she could feel his brain, the impulse that controlled what he did. The robot, or well, Ultron looked up at them and two robots leapt out of the truck, rocket blasters shooting out from their feet as they flew towards them. Alyssa felt the strain of what she was doing, but she still hadn't reached Ultron's mind.

"Hang on," Barton said, as he maneuvered the quinjet around and took off up into the sky. The two robots latched onto to the glass surrounding the cockpit like area and Alyssa felt like she was near to having a heart attack. She tried to feel for their brains, but unlike Ultron, there were merely robots following at his command. And she couldn't blast them, not from inside the plane without causing a huge mess. Illusions probably wouldn't work either.

Barton sent the jet into a barrel roll, throwing the two robots off but that was it for Alyssa, who leant over her seat and promptly threw up.

"You're going to clean that up," Barton warned, and Alyssa grimaced. Right now, she was hoping that they made it out alive. The robots flew up in front of him and she clenched the sides of her seat when they suddenly turned around and flew downwards.

"Headed towards you," Barton remarked over the com. "Whatever you're going to do, do it now." He whirled the jet back around into the sky above most of the buildings where they saw a flying trailer.

"The package is airborne," Barton said, flipping a switch. "I have a clean shot."

"Negative I am still in the truck," Romanoff said firmly.

"What the hell are you-"

"Be ready, I'm sending the package to you," Romanoff interrupted.

Barton adjusted his position in his seat. "How do you want me to take it?"

"Uhm….you might wish you hadn't asked that."

Barton flew the ship right in front of the trailer. "Nat, we gotta go," he warned as the back door of the quinjet began to open.

Alyssa unbuckled her seat and stood up and walked to the back, her heart racing as she felt the wind and she had the sickening feeling of being thousands of feet in the air. The jet began to angle slightly downward, but Alyssa held her place. She watched as the cradle came sliding out of the truck and into the air.

Romanoff was going to make it, until she saw a that giant hulking piece of metal flying up right behind Romanoff. She pursed her lips and felt a surge of power in her hand before she hurled a blue bolt at him. It struck Ultron's head, not enough to damage him, but enough to prevent him from doing whatever the hell he was trying to do.

The woman and the cradle slid into the ship and the doors began to shut. Ultron quickly recovered from the blow and flew up when Alyssa hurled another beam of blue energy at him.

"Barton, go!" Romanoff yelled, and Alyssa felt herself thrown backwards as the quinjet sped up.

Clint flipped the switch again. "Cap, come in," he demanded.

"If you have the package, get it to Stark," Captain America yelled over the com. Alyssa made her way to the front and flopped back into her seat and threw up once more.

Romanoff studied her. "That was decent work." It sounded condescending as hell, but Alyssa nodded and leant back in her seat. What a time to be alive.

* * *

AN: My thanks to everyone who left a review, followed, or favorited this story! Hope y'all enjoyed this chapter!


	3. Chapter 3

The train was hurtling off the track with dozens upon dozens of people on board. Steve was sure he could survive it; his concern was for the innocent civilians that didn't have his physical enhancements. He turned to the Maximoff twins, who had just intervened to stand against Ultron.

"There are civilians in the path," he said sharply to the boy that was called Pietro. He nodded before disappearing in a rush of air.

Steve turned to the girl known as Wanda. "Can you stop this thing?"

There was a look of uncertainty in her face. He knew it was a lot to ask. But if she didn't do it, many people would die.

The train hurtled towards a wall and Steve held his shield up to brace for the impact. Huge pieces of brick and steel crashed into his shield. He didn't budge, until he felt something enormous crash into his shield, causing him to fly backwards and crashed into one of the metal poles. It bent against him and he landed on the floor, the wind temporarily knocked out of him.

He stumbled up back to his feet, when he noticed that the train began to slow down. He could see Wanda, her hands glowing red, an intense look of concentration on her face as she worked her powers on the train. Steve rushed towards the front where the gaping hole in the train was and watched as Pietro cleared the civilians in its path until the train eventually came to a stop.

Steve let out a huge sigh of relief that he didn't even realize that he was holding. He placed his hands on the wrecked dash of the train as he allowed himself to calm down a bit. After several moments, he let out another sigh and straightened up, before disembarking the train along with several other civilians. He saw the twins over in an isolated corner talking with one another. They had helped and prevented a disaster, but he hadn't forgotten that they had been willing terrorists that aided Hydra and Ultron.

"I'm fine," Pietro said, sitting down with an exhausted look on his face. "I just need to take a minute."

"I'm very tempted not to give you one," Steve said, as approached them.

"The cradle," Wanda said, her face tense and her eyes filled with fire. "Did you get it?"

"Stark will take care of it," Steve said coolly.

Wanda Maximoff stared at him, before shaking her head. "No, he won't."

How could she know? She didn't know Stark. "You don't know what you're talking about," he said firmly. "Stark's not crazy."

"He will do anything to make things right," Wanda said, a knowing look in her eyes.

Steve stared at her for several moments before addressing the comms. "Stark come in."

Silence greeted him and his frustration began to grow. "Anyone on comms?"

"Ultron can't tell the difference between saving the world and destroying it," Wanda said, causing Steve to turn slightly in her direction. "Where do you think he gets that?"

Steve frowned, considering her words. She was untrustworthy, and considering all that she had done, he should ignore her. But her words contained a hint of truth. Ultron only existed because Stark tried to make the ultimate defense system for the world, only to have it go horribly wrong.

He gritted his teeth but nodded slowly before turning to the Maximoff twins. "Follow me."

It didn't take too long for them to reach the Avengers Tower, and it wasn't hard to find Stark, as he knew exactly where he would be.

"You have got to upload that schematic within the next three minutes," he heard Banner's voice as he stepped onto the platform where Banner was.

"I'm going to say this once," Steve began sternly when Stark interrupted him.

"How about nonce," he quipped, but he could heard the defiance in his tone and it infuriated him.

"Shut. It. Down. Now."

"Nope, not going to happen."

"You don't know what you're doing," this time, Steve addressed Banner who was the more reasonable of the two.

"And you do?" Banner asked, motioning to Wanda. "She's not in your head?"

"I know your angry-" Wanda began when Banner cut her off. "We're way past that. I could choke the life out of you and never change a shade," he said calmly, but there was a hint of danger underneath his voice.

Steve understood his anger. It was more than fair, but it didn't justify what he was doing with Stark. "Banner, after everything's that's happened," he snapped, his voice rising with every word.

"You don't know what's coming!" Stark interrupted.

"You don't know what's in there!" Wanda hissed.

Suddenly, there was whirl of air around the room and the plugs connected to the cradle were undone. Pietro appeared with a plug in his hand before he tossed it away. "No, no, go on," he sneered before turning to Stark, "you were saying?"

There was a shot and the sound of glass shattering reverberated around the room. Pietro fell to the floor underneath.

"Pietro!" Wanda cried out.

"What?" Barton asked from below the floor. "You didn't see that coming?"

A warning alarm began to go off. Stark turned away from them. "I'm rerouting the upload," he said and Steve hurled his shield into the air. As he predicted, it bounced across the lab before slamming into the computer. Stark then turned around, and summoning a hand from the iron man suit, blasted him in the chest, sending him crashing to the floor. Steve regained his ground and ran up the lab steps, before slamming his fist into Stark's chest. At the same time, Stark hit him again with another beam, and the two men were sent hurtling in opposite directions.

Rogers heard Banner grunt and turned to see him falling from a blast of red energy from Wanda. He grimaced, before rising to his feet again, when a blue bolt crashed into Wanda, knocking her down. Barton came charging up into the lab, his gun drawn and he turned and saw Alyssa Brown standing, her eyes and hands a blue glow, as she looked around the room.

A sound of glass shattering was heard and Thor glided into the room, his hammer in hand. He leapt onto the cradle and held his hammer in the air.

"Wait!" Banner yelled, but it was too late as the lightning came hailing down and Thor directed it into the cradle. Steve held his hand up against the blinding light. What the hell was Thor doing? Eventually the lightening stopped, and there was another explosion that sent Thor flying back as the cradle broke open.

Steve watched in growing horror as a man stood up from the cradle. He was red, but there were silver-grey markings that ran across the entirety of his body. In the middle of his forehead was a glowing yellow gemstone.

The man looked around before focusing on Thor. He lunged and Thor grabbed him and hurled him through a glass wall. Steve grabbed his shield and rushed after the man launching himself through the room and over a walkway. Thor held up his hand and he watched as the red man floated in front of the window, seemingly in deep thought.

He felt the other Avengers approach and he saw a blue glow out the corner of his eye and turned to see Alyssa Brown approach cautiously, a fearful but determined look on her face. He gave her a warning look and she gave him a confused look before the blue glow disappeared.

Thor set down his hammer and the man turned towards them before landing on the ground. "I'm sorry that was..odd," he apologized to Thor. "Thank you," he tilted his head slightly.

Steve was guarded as he approached them. It could be a trick for all they knew. There was a change and the grey spread until it covered the man and a cape extended from his shoulders until it reached the ground. Whatever this being was, it clearly had magic at its disposal.

"Thor, you helped created this?" Steve accused. When they first found out about Ultron, Thor had been furious and was clearly against it, so what had changed?

"I had a vision," Thor explained. "A whirlpool that sucks in all hope of life and at its center is that." He pointed to the yellow gemstone.

"What? The gem?" Banner questioned.

"It's the Mind Stone," Thor informed them. "It's one of the six infinity stones; the greatest power in the universe, unparalleled in its destructive capabilities."

"Then why would you-"

"Because Stark is right," Thor answered, nodding towards Tony.

"Oh, it's definitely the end times," Banner remarked.

"The Avengers cannot defeat Ultron."

"So that's what the previous mission was about?" Brown asked, clearly annoyed. "Making another deadly robot?"

"I'm not a robot," the mysterious being said calmly.

"And why does your "Vision" sound like Jarvis?" Steve asked.

"We reconfigured Jarvis's matrix," Stark explained, as he came closer to Vision. "To create something new."

"I think I've had my fill of new," Steve said, as he eyed Vision.

"You think I am a child of Ultron, but I am not," Vision said as he walked around the room. "I am not a man nor am I a robot. I am not any of the beings that came before me." He stopped. "I am…."

"I looked into your head and saw annihilation," Wanda said warily, as she approached him.

"Coming from the woman that messes with people's mind and screwed over Johannesburg?" Brown remarked, tiling her head slightly, her eyes narrowed. "You are not in any position to judge."

"I agree," Barton said with a snort. "Her seal of approval means jack shit to me."

"Their powers, the horrors in our head, Ultron himself, they all came from the Mind Stone."

Brown walked up to Vision, a look of concentration on her face. "I can't see anything that would suggest something is wrong with your mind," she said, taking a stepping back. "No undue influence at least."

"Nothing that we have seen can compare to what the Mind Stone can unleash," Thor said, looking at Vision. "But with it on our side….."

"And is it?" Steve interjected, looking at Vision. "On our side?"

"I am on the side of life," Vision answered, looking around the room. "Ultron isn't. He will end it all."

"What's he waiting for then?"

"You," Vision said, when they heard the hiss of a door and Romanoff entered the area. The wrecked lab and the appearance of Vision didn't appear to phase her at all. Steve didn't know whether he should be disturbed or impressed, but it was often that way when it came to Romanoff.

"I found out where he is," she said with a slight smirk. "Sokovia."

"I don't want to kill Ultron," Vision continued, and Steve tensed, ready for a fight. "He's unique and in pain." He paused. "But that pain will roll over the earth and thus he must be destroyed. Every essence and every trace of him." He looked around the room once again. "And none of us can do it without the other."

"There isn't a way to make you trust me," he acknowledged. "I am not what you intended, and I wouldn't know whether or not I am a monster." He turned away before holding out Thor's hammer. "But we must act now."

Silence descended over the room before Thor took the hammer as Vision walked away.

"Right," Thor said, before patting Stark on the shoulder. "Well done."

"Three minutes," Steve addressed the room. "Get what you need."

Once everyone had boarded the Quinjet, it took off, it's destination set for Sokovia. Steve found his thoughts focused on the upcoming battle. He worried for the fate of the world (again) and his teammates. He looked around, quietly observing them. He wasn't too worried about Thor, Stark, Romanoff or Barton, but then there were the new ones such as the Romanoff twins (who he still had suspicions of) and then there was Ms. Brown. He still couldn't believe Stark had brought her along with them on the Quinjet, but he had to admit, he was impressed with her ability to take down the Hulk.

Her eyes happened to meet his, and she gave him a soft yet small smile. "Troubled thoughts?" She asked.

"You could say that," Steve said with a slight smile. "You know, you didn't have to do this." And he was right. She really had no business joining a group of trained (well most of them) dangerous, individuals against a deadly robot bent on the destruction of the world.

"You right," she agreed. "I don't. Especially, when the only reason he is walking around is due to Stark and Banner." Steve grimaced but she was right. "But I've always given a damn about people outside of myself. So why wouldn't I help?"

"Well, Ms. Brown,-"

"Alyssa will do."

"Well, Alyssa," Her name wasn't one that he had ever heard, not even his time, but it was a beautiful name all the same. "I think I should give you few pointers so that you can come home."

"Pointers in fighting from Captain America?" She raised an eyebrow. "By all means."

"Since you're a civilian and you don't have any defensive fighting skills," Steve began, "My advice to you would be to take shelter and fight from there. It keeps you out of harm's way as well as the rest of the team."

"The rest of the team?"

"Well," he hesitated a bit, not wanting to come off as insensitive. "If you got in trouble and had to be rescued…."

"I see." She frowned a bit but nodded. "I take your point and will do as you ask. You don't have to worry about me." Steve bit back a remark. He always worried about his team mates and that now included her.

"So what's the plan?" Stark asked, drawing everyone's attention.

"Ultron knows we're coming," Steve stated. "Odds are we'll be riding into heavy fire, but that's what we signed up for." He looked at Pietro Maximoff who was looking down at his feet. "But the people of Sokovia, they didn't, so our priority is getting them out. All they want is to live their lives in peace, and that's not going to happen today. But we can do our best to protect them, and we can get the job done." He looked around the jet, focusing on each member of the term. "We need to find out what Ultron's been building, clear the field, and keep the fight between us." He paused before voicing the thoughts that had been plaguing him since Ultron's creation. "Ultron thinks we're monsters, that we're what's wrong with the world. This isn't just about beating him. It's about whether he's right." Stark looked away at his words, as the silence continued.

"Evacuate an entire country?" Alyssa asked, her voice filled with disbelief.

"No, we don't think he plans on attacking the whole country," Romanoff explained. "He's in the city of Novi Grad, so we need to clear the city."

"I don't know about this," Banner said grimly. "The other guy…."

"You're a hero," Romanoff said gently. "You'll know what to do. It won't be like last time." Wanda flinched at her words before looking down at her hands. Banner was silent for several moments before he eventually nodded.

The quinjet dropped the Maximoff twins near their destination before landing just outside the vicinity of the city. Stark took flight and headed in the direction of Ultron, leaving the rest of the team on the foot.

"Alright Avengers," Steve said, "Let's evacuate the city!"

It was difficult at first, but in time, Steve and the rest of the Avengers were directing people out of Novi Grad. Some were on foot and others were in vehicles. It didn't matter. Steve made sure to direct them all towards the road that led out of the city. "Come on!" He yelled, waving his hand impatiently at the cars. They were far too slow for his tastes. They needed to get out of the way and out of danger.

There was a whir in the air an Steve turned just in time to see one of Ultron's sentries hurtling towards him. He threw his shield with all his might and it embedded itself in the core of the robot sending it crumbling to the ground. Steve quickly retrieved it only to see an onslaught of sentries pouring into the city from everywhere.

But as Steve braced himself for a long fight, a loud rumble echoed throughout the city and the ground began to shake. Screams rang out in the air and people fell as the rumbling grew and the tremors became more violent. Crushed rock and dust began to fly up rapidly into the air and Steve watched as it began to travel. What the hell was happening?

"What the hell is going on?" He asked through the comms.

"No clue, Cap," Barton answered, "whatever it is, I think Ultron is behind it."

"What do we do?" Alyssa asked.

"We should-" He was cut off as there was a great loud rumble and the a severe tremor knocked him against a car. The ground began to shake and it began to rise in the air. He ran towards the bridge to see what was happening, stopping just as the rest of it fell, leaving him staring down at the earth, which was getting further and further away with every second.

"Do you see?" Ultron's voice rang throughout the air. "The beauty of it? The inevitability? You rise only to fall." Steve looked around, trying to determine where the voice was coming from, but he couldn't see Ultron. "You Avengers, you are my meteor. My swift and terrible sword and the earth will crack with the weight of your failure." Steve backed away from the bridge and ran into the street leaping into the air and slamming his shield into another sentry, taking its head off with ease. "Purge me from your computers; turn my own flesh against me. It means nothing!"

Suddenly a sentry slammed into his chest sending him flying through the air and onto a car. Steve bit back a grimace from the impact, cringing as the pain erupted through his body. He winced before rolling onto his side and onto his feet. "Stark you worry about bringing the city back down safely. The rest of us have one job." He slammed his shield into the head of another robot. "Tear these things apart. You get hurt, hurt them back. You get killed, walk it off," he said before breaking into a sprint towards another wave of robots that were terrorizing the place.

"Where is Ultron?" Alyssa asked over the comms. "He must be somewhere around here."

Steve tossed his shield into the air and Thor hit it causing it to bounce into several sentries. Thor sent a bolt of lightning into a gasoline truck, which ignited an explosion and destroyed several more robots.

"Thor," Ultron hissed as he flew into the air. "You're bothering me" He slammed into Thor and the two of them flew off from the area..

Steve scowled. "He just flew through the area. We'll catch him eventually. Focus on the robots first."

"Okay,"

Steve fought his way for several more minutes when he spotted Romanoff dealing with multiple targets. "Romanoff!" He yelled, tossing her his shield, which she caught easily.

"Thanks!" she yelled before holding up the shield against an oncoming blast from one of the sentries. She then slammed the shield into the sentry, destroying it before she whipped the shield back at Steve.

He caught it and used it to pummel another one of Ultron's sentries, before he rose to his feet with a sigh. Ultron had brought many of these damn things, and he was positive that there were even more of them. He helped get some of the remaining civilians into a building and away from the fight. "The next wave is going to hit any minute, what do you got Stark?"

Stark's voice was flat and serious, a fact that sent a chill down Steve's spine. "Nothing great, maybe a way to blow up the city; that'll keep it from impacting the earth's surface if you guys can get clear."

"I asked for a solution, not an escape plan," Steve said sharply. Blowing up the city when there were still many civilians on it? It was unacceptable to him.

"Impact radius is getting bigger every second," Stark explained. "We're going to have to make a choice." Steve walked outside where he found Romanoff outside, standing on a pile of rubble.

"Cap, these people are going nowhere," she said. "If Stark finds a way to blew this rock-"

He cut her off. "Not until everyone is safe."

"Everyone up here versus everyone down there?" Romanoff gave him a disbelieving look. "There's no math there.."

"We're not leaving this rock with one civilian on it," he said firmly, his tone leaving no room for argument. They were Avengers and they would do their duty.

"I didn't say we should leave," Romanoff pointed out. "There are worse ways to go." Her tone was light, but he knew she was serious.

"You surprise me Romanoff," he said, with a slight smile that she returned with a slight smirk.

"Well, where else am I going to get a view like this?"

"Glad you like the view Romanoff," Fury's voice sounded over the comms. "Because it's about to get a whole lot better." A massive roar echoed through the air, and clouds dispersed as a helicarrier rose in front of them.

"Fury, you son of a bitch," Steve said in awe, a wave of relief washing over him.

Fury chuckled. "You kiss your mother with that mouth?"

The helicarrier opened and several small ships began to disembark into the air towards the city. Steve heard footsteps and turned to see Pietro and Alyssa joining them. "So this is S.H.I.E.L.D.?" Pietro asked.

"It's what S.H.I.E.L.D. is supposed to be," Steve said, a note of pride in his voice before he turned his focus back to the civilians on the rock. "We need to get everyone on those ships." He ordered before running towards the building.

"Let's go!" He yelled. "There are ships here waiting to get you off this rock, move out and get on a ship. Hurry and don't look back!" He motioned in the direction where the ships were "docking" against the floating city.

The crowd didn't need to be told twice and quickly moved to follow his orders. Remaining policemen also joined to help evacuate, while other Avengers made sure no remained behind in the building.

"Where to now?" Alyssa asked as they exited the building. War Machine had joined the fight and he and Tony were blasting drones out of the sky.

"I've got a solution to our floating city in the sky," Stark said smugly. "Thor I've got a plan!"

"We're out of time," Thor said grimly. "They're coming for the core."

"Let's get there then," Steve said to the rest of the team as they took off in the direction of the core.

They reached the building, just as several sentries were making a run towards it. Steve tackled one before ripping it's head off with his bare hands. Alyssa blasted several of them with her blue orbs while Pietro made quick work of the others.

Stark flew into the area, blasting his way until he landed in front of the core next to Thor. Vision was there as well, fighting a few robots in the air. Wanda and Barton appeared, ready to fight.

"Where's Banner?" A loud roar echoed in the distance and the Hulk burst into the area, bellowing furiously.

"Hey big guy," Romanoff smiled at him and the Hulk grinned.

"This is the drill," Stark drummed his hand on the core. "If Ultron gets a hand on it, then we lose."

Ultron floated down in front of the ruined tower they were in. "Is that the best you can do?!" Thor yelled.

Ultron held up his hand and swarm upon swarm of sentries appeared behind him, both in the air and on the ground.

"You had to ask." Steve said grimly before he removed his shield from his back.

The Hulk let out a ferocious roar as the sentries began to charge at them. Steve braced himself and caught the first one that came for him, grabbing it's arm and twisting it while slamming his shield through its neck. He saw red wisps gather up the sentries and twist and destroy them out of the corner of his eye. Blue orbs flew across the room destroying any of Ultron's sentries that stood in the way. He heard Stark's firing blast from his suit and he heard the sound of Thor's hammer smashing his enemies into the ground. Steve leapt into the air, completing a triple roll before he landed on a sentry with his shield through its throat.

He spotted Ultron flying into the ruined area and he threw his shield at him but Ultron dodged it. Vision grabbed him and the two fought in the air, trading vicious blows. Steve ripped off another sentry's head and slammed a kick into the body of another, before he retrieved his shield and threw it at another sentry, breaking it in half, before he called it back to him. Flashes of lightning from Thor's hammer struck several more of Ultron's sentries, turning them into burnt pieces of destroyed metal. Vision gained the upper hand with Ultron and blasted him with the yellow beam from his eyes, sending the robot flying out of the ruin. Vision kept up the beam and left, with Stark and Thor following after him. Steve smashed two more sentry's heads together, when he realized that most of the robots in the area had been defeated. The Hulk let out another roar and the rest of the sentries fled the area, taking off into the air. The Hulk followed after them.

"We can't let any of them leave the area," Stark said over the comms. "Rhodey, can you help the big guy take care of them?"

"I'm on it." Rhodey said over the comms. Steve was surprised. When had War Machine appeared? Nonetheless, he was grateful that they had another ally to aid them in the fight.

"I'll assist as well," Vision said calmly, before taking off after the sentries, blasting several of them with his heat vision.

"What about the core?" Romanoff asked as she slid her gun into her thigh holster.

"I'll protect it," Wanda volunteered, looking at Barton before she turned to Steve. "It's my job."

He nodded grimly. "Romanoff, Barton, and Pietro, you guys sweep the area for stragglers and then board the boat. Even I can tell the air is getting thin up here." He turned to Alyssa. "Alyssa, you should go with them-"

She cut him off. "Are you sure about that? Ultron is down outside; Let me see if I can overwhelm that brain of his."

Steve frowned, remembering that Stark had brought her aboard the Quinjet unconscious when she had did the same thing to the Hulk. "Alyssa, it's too dangerous, we can find another way."

Alyssa gave him a wry smile. "I don't think we have that much time." She turned and left the ruins of the tower where Ultron lay in a pile of twisted and melted heap.

"Whatever it is you're going to do, do it fast and get on the boats you two," Stark warned before he and Thor took off.

Ultron raised his head up, his red eyes boring into Steve's. "You know, with the proper foresight-" Alyssa blasted him with a beam and Ultron let out a grunt of clear pain.

Alyssa knelt down in front of him and her eyebrows furrowed in concentration. Ultron seized up and tried to move, but Steve slammed him back down with a foot on his chest. Alyssa took a deep breath and shudder ran through Ultron's metal form. "You can't do what it is you're trying to do," Ultron growled out, when his body seized up and he let out another grunt of pain.

Sweat began to pour down Alyssa's face and Steve frowned in concern. "Alyssa, are you alright? You don't have to-" She shook her head furiously and took another deep breath. "If I faint, then you get me out of here Captain America," she said shakily as Ultron began to writhe and scream. Alyssa's hands began to glow and she moved forward onto the left of him, placing them on each side of Ultron's head. Ultron let out an agonizing, metallic scream but Steve kept him firmly in place and removed his shield, ready to bring it down if necessary.

Suddenly the light in Ultron's eyes faded and his head cracked open, a mixture of metal and some sort of reddish fluid flowed from the opening. Alyssa stumbled to her feet which quickly gave out but Steve caught her and lifted her into her arms, her weight meaning nothing to him. It was time to get the hell out of there.

* * *

AN: Sorry for the long wait! Please leave a review and thanks to all who favorited/followed or left a review on the last chapters!


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